Current report no. 7/2024 .

9 February 2024

The Management Board of Ten Square Games S.A. with its registered office in Wrocław (the “Company”) informs that today, i.e. on February 9, 2024, it adopted a resolution on the commencement of the buyback of the Company’s own shares and the detailed conditions and procedure for carrying out the buyback of the Company’s own shares.

The Management Board of the Company was granted the authorization to carry out the buyback of own shares by the Extraordinary General Meeting of the Company in resolution no. 3 adopted on December 19, 2023 on authorizing the Management Board to buyback own shares in the name and for the benefit of the Company and determining the rules for the buyback of own shares by the Company and the establishment of capital reserve. The Company informed about the above resolution in current report no. 30/2023.

The buyback of own shares will be carried out as part of an invitation to submit sales offers of shares in transactions outside the regulated market operated by the Warsaw Stock Exchange (“WSE”), addressed to all shareholders of the Company (“Invitation”) on the following terms:

  1. The subject of the Invitation is no more than 954 166 (in words: nine hundred fifty four thousand one hundred and sixty six) dematerialized ordinary bearer shares with a nominal value of PLN 0.10 each, issued by the Company and registered by the National Depository for Securities S.A. under the ISIN code PLTSQGM00016, which constitute no more than 13.01% of the Company’s share capital and authorize to exercise no more than 13.01% of the total number of votes at the general meeting of the Company (“Shares”).
  2. One Share entitles to one vote at the Company’s general meeting. The shares are traded on the regulated market operated by the WSE.
  3. The proposed purchase price for each Share is PLN 120.00 (in words: one hundred and twenty zlotys) for one Share.
  4. The maximum total amount allocated under the Invitation is: PLN 114 499 920.00  (in words: one hundred fourteen million, four hundred and ninety-nine thousand, nine hundred and twenty zlotys).
  5. Invitation Schedule:

– date of publication of the Invitation: February 9, 2024

– starting date for accepting sales offers of Shares: February 12, 2024.

– closing date for accepting sales offers of Shares: February 22, 2024.

– expected date of publication of information on the number of Shares intended for purchase: February 23, 2024.

– expected date of acquisition and transfer of ownership of the Shares to the Company: February 27, 2024.

The Management Board is entitled to change the dates set in the Invitation.

  1. IPOPEMA Securities S.A. is the intermediary in the execution and settlement of the buyback according to the Invitation.

The full text of the Invitation to submit offers for the sale of Shares is attached to this current report. It will also be posted on the Company’s website and at

The Invitation does not constitute a call to subscribe for the sale or exchange of shares referred to in Art. 72a et seq. of the Act of July 29, 2005 on public offering and conditions for introducing financial instruments to organized trading and on public companies.

The Invitation does not constitute an offer within the meaning of Art. 66 of the Civil Code Act of April 23, 1964. The Invitation will be executed only in territory of the Republic of Poland. The Invitation will not be treated as an offer to sell or a solicitation to offer to buy or sell any financial instruments, nor does it constitute an advertisement or promotion of a financial instrument or the Company.

The Invitation does not constitute a recommendation or investment advice, or any other recommendation, legal or tax advice, nor is it an indication that any investment or strategy is appropriate for the individual situation of any person or entity that intends to respond to the Invitation. In any matters related to the Invitation, shareholders to whom this Invitation is addressed should seek advice from investment, legal or tax advisors. Shareholders responding to the Invitation bear all legal, financial and tax consequences of their investment decisions.

Shareholders interested in selling the Shares, described in the Invitation, should read in detail the content of the Invitation and publicly available information regarding the Company, and carefully analyze and evaluate this information, and their decision regarding the sale of the Company’s shares should be based on such analysis as they deem appropriate.

This English language translation has been prepared solely for the convenience of English speaking readers. In case of any differences between the Polish and the English versions, the Polish version shall prevail. Ten Square Games S.A., its representatives and employees decline all responsibility in this regard.

Appendix no. 1